Cigna Shareholders Approve Pending Merger with Anthem

December 03, 2015 11:00 AM Eastern Standard Time

BLOOMFIELD, Conn.--(BUSINESS WIRE)--Cigna Corporation (NYSE: CI) announced that during a special shareholder
meeting held earlier today, its shareholders voted to approve the
adoption of the previously announced merger agreement, dated as of July
23, 2015, with Anthem, Inc.

Approximately 99 percent of the votes cast voted in favor of the
adoption of the merger agreement, which represented approximately 82
percent of Cigna’s total outstanding shares of common stock as of the
close of business on October 22, 2015, the record date for the special
meeting.

The transaction is expected to close in the second half of 2016, pending
the receipt of customary approvals, including certain state regulatory
approvals and expiration of the waiting period under the
Hart-Scott-Rodino Antitrust Improvements Act, and the satisfaction of
other customary closing conditions.

About Cigna

Cigna Corporation (NYSE: CI) is a global health service company
dedicated to helping people improve their health, well-being and sense
of security. All products and services are provided exclusively by or
through operating subsidiaries of Cigna Corporation, including
Connecticut General Life Insurance Company, Cigna Health and Life
Insurance Company, Life Insurance Company of North America and Cigna
Life Insurance Company of New York. Such products and services include
an integrated suite of health services, such as medical, dental,
behavioral health, pharmacy, vision, supplemental benefits, and other
related products including group life, accident and disability
insurance. Cigna maintains sales capability in 30 countries and
jurisdictions, and has more than 89 million customer relationships
throughout the world. To learn more about Cigna®, including links to
follow us on Facebook or Twitter, visit www.cigna.com.

IMPORTANT INFORMATION FOR INVESTORS AND SHAREHOLDERS

NO OFFER OR SOLICITATION

This communication is neither an offer to buy, nor a solicitation of an
offer to sell, subscribe for or buy any securities or the solicitation
of any vote or approval in any jurisdiction pursuant to or in connection
with the proposed transactions or otherwise, nor shall there be any
sale, issuance or transfer of securities in any jurisdiction in
contravention of applicable law. No offer of securities shall be made
except by means of a prospectus meeting the requirements of Section 10
of the Securities Act of 1933, as amended, and otherwise in accordance
with applicable law.

ADDITIONAL INFORMATION AND WHERE TO FIND IT

In connection with the proposed transaction, Anthem has filed with the
U.S. Securities and Exchange Commission (the “SEC”) a registration
statement on Form S-4, including Amendment No. 1 thereto, containing a
preliminary joint proxy statement of Anthem and Cigna that also
constitutes a preliminary prospectus of Anthem. The registration
statement was declared effective by the SEC on October 26, 2015. Each of
Anthem and Cigna commenced mailing a definitive joint proxy
statement/prospectus to its shareholders on or about October 28, 2015.
This communication is not a substitute for the registration statement,
definitive joint proxy statement/prospectus or any other document that
Anthem and/or Cigna have filed or may file with the SEC in connection
with the proposed transaction. SECURITY HOLDERS ARE URGED TO READ ALL
RELEVANT DOCUMENTS FILED OR THAT WILL BE FILED WITH THE SEC, INCLUDING
THE REGISTRATION STATEMENT ON FORM S-4 AND THE DEFINITIVE JOINT PROXY
STATEMENT/PROSPECTUS, CAREFULLY BECAUSE THEY CONTAIN OR WILL CONTAIN
IMPORTANT INFORMATION. The registration statement, the definitive joint
proxy statement/prospectus and other relevant materials and any other
documents filed or furnished by Cigna or Anthem with the SEC may be
obtained free of charge at the SEC’s web site at www.sec.gov.
In addition, security holders may obtain free copies of the registration
statement and the definitive joint proxy statement/prospectus from Cigna
by going to its investor relations page on its corporate web site at www.cigna.com
or by contacting Cigna’s investor relations department at 215-761-4198
and from Anthem by going to its investor relations page on its corporate
web site at www.antheminc.com
or by contacting Anthem’s investor relations department at 317-488-6181.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This communication, and oral statements made with respect to information
contained in this communication, may contain forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of
1995. Forward-looking statements are based on Cigna’s current
expectations and projections about future trends, events and
uncertainties. These statements are not historical facts.
Forward-looking statements may include, among others, statements
regarding the proposed merger between Cigna and Anthem; our beliefs
relating to value creation as a result of a potential combination with
Anthem; the expected timetable for completing the transaction; benefits
and synergies of the transaction; future opportunities for the combined
company; and any other statements regarding Cigna’s and Anthem’s future
beliefs, expectations, plans, intentions, financial condition or
performance. You may identify forward-looking statements by the use of
words such as “believe”, “expect”, “plan”, “intend”, “anticipate”,
“estimate”, “predict”, “potential”, “may”, “should”, “will” or other
words or expressions of similar meaning, although not all
forward-looking statements contain such terms.

Forward-looking statements are subject to risks and uncertainties, both
known and unknown, that could cause actual results to differ materially
from those expressed or implied in forward-looking statements. Such
risks and uncertainties include, but are not limited to the timing and
likelihood of completion of the proposed merger, including the timing,
receipt and terms and conditions of any required governmental and
regulatory approvals for the proposed merger that could reduce
anticipated benefits or cause the parties to abandon the transaction;;
the possibility that the expected synergies and value creation from the
proposed merger will not be realized or will not be realized within the
expected time period; the risk that the businesses of Cigna and Anthem
will not be integrated successfully; disruption from the proposed merger
making it more difficult to maintain business and operational
relationships; the risk that unexpected costs will be incurred; the
possibility that the proposed merger does not close, including due to
the failure to satisfy the closing conditions; the risk that financing
for the proposed merger may not be available on favorable terms; our
ability to achieve our financial, strategic and operational plans or
initiatives; our ability to predict and manage medical costs and price
effectively and develop and maintain good relationships with physicians,
hospitals and other health care providers; our ability to identify
potential strategic acquisitions or transactions and realize the
expected benefits of such transactions; the substantial level of
government regulation over our business and the potential effects of new
laws or regulations, or changes in existing laws or regulations; the
outcome of litigation, regulatory audits, investigations and actions
and/or guaranty fund assessments; uncertainties surrounding
participation in government-sponsored programs such as Medicare; the
effectiveness and security of our information technology and other
business systems; and unfavorable industry, economic or political
conditions, as well as more specific risks and uncertainties. Such other
risks and uncertainties are discussed in our most recent report on Form
10-K and subsequent reports on Forms 10-Q and 8-K available on the
Investor Relations section of www.cigna.com
or by contacting Cigna’s investor relations department at 215-761-4198
as well as on Anthem’s most recent report on Form 10-K and subsequent
reports on Forms 10-Q and 8-K available on the Investor Relations
section of www.antheminc.com
or by contacting Anthem’s investor relations department at 317-488-6181.
You should not place undue reliance on forward-looking statements, which
speak only as of the date they are made, are not guarantees of future
performance or results, and are subject to risks, uncertainties and
assumptions that are difficult to predict or quantify. Cigna undertakes
no obligation to update or revise any forward-looking statement, whether
as a result of new information, future events or otherwise, except as
may be required by law.